Additional Equity Award. The Company shall, on January 2, 2018, grant to Executive 50,000 restricted shares of common stock of the Company, with the vesting of the restrictions on such shares being performance-based, with such performance goals to be agreed upon by the Company and Executive. The restricted shares of common stock shall be evidenced by a restricted stock agreement between Executive and the Company. The restricted stock agreement shall provide that immediately prior to the occurrence of a Change in Control or upon the termination of Executive’s employment with the Company due to Executive’s death or disability, the termination of Executive’s employment by the Company without Cause or the voluntary resignation of Executive for Good Reason, the restrictions shall lapse and the shares shall become fully vested. At the option of Executive, Executive may, upon the vesting of any such restricted shares, elect to have the number of shares of common stock of the Company on which the restrictions have lapsed reduced by, or Executive may tender back to the Company, an amount of shares sufficient to satisfy applicable federal, state and local, if any, withholding taxes arising from the vesting of such shares.
Additional Equity Award. The Executive will receive, in conjunction with an anticipated December 2010 award of equity and subject to approval by the Board of Directors, a grant of restricted stock units with a value on the date of grant equal to $825,000. The actual number of restricted stock units granted will be determined based on the fair market value of the stock price of the Employer at grant. The actual grant date will be established by the Compensation Committee when the Compensation Committee awards the restricted stock units in accordance with the Employer’s current policy for granting such awards. A portion, to be determined by the Compensation Committee, of such restricted stock units will vest based on continued service over time, and a portion of such restricted stock units will vest based on performance measures to be determined by the Compensation Committee. The restricted stock units will be subject to such other terms and conditions as may be provided by the Compensation Committee in the award agreement and the incentive plan maintained by the Employer pursuant to which the Compensation Committee grants the restricted stock units.
Additional Equity Award. Within fifteen (15 days) of the Effective Date, FFG shall grant to Executive an award of 28,736 restricted stock units (“Separation RSUs”) having a grant date fair market value per Separation RSU equal to one Share (as defined in the Employment Agreement) of FFG, determined based on the closing price of the Shares listed on an established securities exchange as of May 18, 2023 (such closing price being $3.48). The Separation RSUs (a) shall vest upon the earlier of (i) the date [***] and (ii) the 1st anniversary of the Effective Date, so long as Executive is then in material compliance with this Agreement; and (b) shall be subject to a separate award agreement consistent with this Agreement (the award agreement granting the Separation RSUs, together with the Inducement Award Agreements, collectively, the “Award Agreements”). [***]. Prior to the vesting of the Separation RSUs, FFG shall take the necessary steps to register the Shares issuable with respect to the Separation RSUs so that Executive may sell such Shares on an established securities exchange upon their vesting. SEPARATION AGREEMENT 4
Additional Equity Award. Pursuant to Section 4.c.ii. of the Agreement, the Compensation Committee has authorized and approved an award of 6,000 additional RSUs, to be granted to the Employee under the 2019 Equity Plan, subject to the Employee’s entry into a Restricted Stock Unit Award Agreement with the Company for such additional equity award. Upon the Employee’s entry into a Restricted Stock Unit Award Agreement with the Company for such additional equity award, these 6,000 additional RSUs under the 2019 Equity Plan, which are eligible to vest in quarterly tranches of 1,500 RSUs in arrears commencing in 90-day intervals in accordance with the vesting schedule applicable to the Initial Equity Award, with the first tranche of 1,500 RSUs eligible to vest on January 1, 2022. For the avoidance of doubt, nothing in this Amendment No. 1 is to be interpreted as modifying or affecting the Initial Equity Award, or otherwise entitling the Employee to receive any equity compensation (including the 6,000 additional RSUs authorized by the Compensation Committee referenced hereby) without the Employee’s entry into a Restricted Stock Unit Award Agreement, in form approved by the Compensation Committee, with the Company for such equity compensation.
Additional Equity Award. Executive shall receive additional one-time awards of equity of UTi Worldwide effective as follows: (i) as of the close of business on December 10, 2014, a restricted share unit award made under the applicable equity-based incentive plan of UTi Worldwide with respect to a number of shares of UTi Worldwide common stock having an aggregate value (determined based on the closing price of such stock on such date) equal to $400,000; such restricted share unit award shall vest in five equal installments (20% per installment) with the first installment vesting on April 14, 2016, and remaining installments vesting on each of the next four succeeding anniversaries of April 14, 2016, conditioned in each case on the Executive remaining in the employment of the Company through such dates (unless otherwise provided in the applicable award agreement), and shall in all other respects (including but not limited to potential accelerated vesting) be subject to the standard terms and conditions of restricted share unit awards granted under the applicable equity-based incentive plan of UTi Worldwide; and (ii) on a date not later than January 31, 2015, a performance share unit award made under the applicable equity-based incentive plan of UTi Worldwide with respect to a number of shares of UTi Worldwide common stock having an aggregate value (determined based on the closing price of such stock on December 10, 2014) equal to $1,200,000; the vesting of such performance share unit award shall be subject to both a service condition and a performance condition as follows: (x) the service vesting condition shall be satisfied on April 14, 2017 conditioned on Executive remaining in the employment of the Company through such date (unless otherwise provided in the applicable award agreement) and (y) the performance vesting condition shall be mutually agreed between Executive and the UTiW Board prior to the issuance date thereof, and shall in all other respects (including but not limited to potential accelerated vesting) be subject to the standard terms and conditions of performance share unit awards granted under the applicable equity-based incentive plan of UTi Worldwide.
Additional Equity Award. The following new paragraph 3(e) is hereby added to the Employment Agreement:
Additional Equity Award. On November 13, 2013 (the “Date of Grant”), the Company shall grant to you a restricted share unit award that covers a number of units (rounded to the nearest whole unit) obtained by dividing (x) $3.5 million, by (y) the closing per-share price of the Company’s Class A Common Shares as listed on the New York Stock Exchange on the Date of Grant, which shall be granted upon the terms, and subject to the conditions, of the 2008 Long-Term Incentive Plan and an award agreement substantially in the form of Exhibit C attached to and made part of this Agreement.”
Additional Equity Award. You will be eligible to receive an additional one-time award of restricted stock units (the “Additional RSU Award”) representing the right to receive 80,000 shares of the Company’s Class A common stock under the Company’s 2021 Equity Incentive Plan. The Additional RSU Award shall be subject to your employment with the Company on the Grant Date, as well as:
(1) formal approval by the Compensation Committee;
(2) a separate restricted stock unit award agreement on the Company’s standard form consistent with the terms contained herein; and
(3) a time-based vesting requirement (the vesting will commence on the Vesting Commencement Date and will be satisfied as to 1/4th of the Additional RSU Award quarterly over one year, subject to your continuous employment with the Company on each applicable vesting date.
Additional Equity Award. (a) As of the Effective Date, the Company shall grant to Executive an award of Restricted Stock (the “2018 Additional Restricted Shares”) and options to purchase shares of Common Stock (the “2018 Additional Options”) which shall commence vesting upon the Effective Date and shall vest in equal annual installments, on the anniversary date of the Effective Date, over three (3) years thereafter, subject to the Executive’s continuing employment with the Company as of each such vesting date. The number of 2018 Additional Restricted Shares shall be determined by dividing (i) $125,000 by (ii) the closing trading price per share of the Company’s common stock as of the date of grant. The number of 2018 Additional Options shall be (a) determined by dividing (i) $125,000 by (ii) the per share Black-Scholes value of the option, determined as of the date of grant based upon the closing trading price per share of the Company’s common stock as of the date of grant and such other variables as determined by the Company, which determination shall be final and dispositive. The per share exercise price of the 2018 Additional Options shall be equal to the per share closing price of the Company’s common stock on the date of grant.
(b) The 2018 Additional Restricted Shares and 2018 Additional Options, shall otherwise be subject to the terms and conditions of the Company’s 2016 Omnibus Incentive Plan, as may be amended, restated or supplemented from time to time (the “Plan”), a copy of which has been provided to the Executive.
Additional Equity Award. Following the completion of the final closing of the Company’s next equity financing that occurs after the Company’s Series B Preferred Stock Financing and pursuant to which the Company receives an aggregate gross proceeds of at least $5,000,000 (including any cash received by the Company from the exercise of Series B Preferred Stock warrants) and subject to the approval of the Company’s Board of Directors and Executive’s continued employment on the date of grant, the Company shall grant Executive a stock option under the Plan (the “Next Financing Option”) to purchase that number of shares of Common Stock (if any) necessary so that, as of immediately following the applicable closing, the aggregate numbers of shares of Common Stock subject to options granted to Executive (including for purposes of such calculation any shares acquired upon exercise of options to purchase the Company’s Common Stock) represents 5% of the Company’s outstanding shares of Common Stock, calculated on a Fully-Diluted Basis. The Next Financing Option will be governed by and granted pursuant to a separate Stock Option Agreement and the Plan. The exercise price per share of the Next Financing Option will be equal to the fair market value of the Common Stock established on the date of grant as determined by the Board of Directors. The Next Qualified Financing Option will vest on the same schedule and subject to the same milestones as the Option granted pursuant to Section 4.4 of the Employment Agreement. This Section 3 shall immediately terminate upon, and shall not be applicable to, the closing of the Company’s first firm commitment underwritten initial public offering of the Company’s Common Stock pursuant to a registration statement filed under the Securities Act of 1933, as amended.
